0206-0315016
                                                                    Exhibit 23.2



                         Consent of Independent Auditors

We consent to the incorporation by reference in the Registration Statement (Form
S-3  Nos.  333-33968,  333-44104,  and  333-33966) and in the related Prospectus
Supplement  and  Form S-8 Nos. 333-44500, 333-44488, 333-44486, and 333-74214 of
APA Optics, Inc. of our report dated May 11, 2001, with respect to the financial
statements  of  APA  Optics,  Inc. included in this Form 10-K for the year ended
March  31,  2002.

                                          /s/  Ernst & Young LLP

Minneapolis, Minnesota
June 12, 2002